Ann: FOD gathers momentum in Australian Health & Wellness Market, page-114

I certainly believe the incentive levels that the options and shares granted to the Key Management Personnel are a catalyst for ensuring success

Tony - 40 million options - 20m @ 3.5c and 20m @ 6.0c

• only the 10 million re FY21 Sales being greater than $38M are yet to be confirmed / vested
• greater than $1.1m EBITDA has already been achieved in the half yearly and I doubt full year will go backwards to place that target level at risk, as Q3 was (unaudited) $230K EBITDA positive.

Nick - 5 million options

• 1 million already vested for FY21 performance targets
• interestingly Nick has nominated a relative / partner as beneficiary of the options (I presume for Tax Planning purposes, which in itself infers expected capital appreciation above his 3.7c exercise price)

Matt Bailey having put in $100K to the January SPP @ 3.5c

• with his holding size these shares wont change the avg holding cost too much
• none the less it was $100K he put into the SPP after the AGM approval vote
• suggesting he expects the price to appreciate above 3.5c

And then there's the mysterious $275K shares for Professional Consulting Services @ 3.5c with 80% onto escrow

• someone was happy to accept shares as payment for services also at 3.5c
• being escrowed at 80% ( 2 x 40% for roughly 6months and 12 months) suggests an ongoing through to around April 2022 service in some capacity with the company
• obviously expecting, or being incentivised to achieve share price north of 3.5c over this time, else their "payment" is essentially discounted by whatever the share price below 3.5c is at the end of that period of escrow
• $275K for professional service is interesting in its own right as an Opex item, is it new or does it replace an otherwise previously cash expense ?
• the timing of these being proposed for issue might offer some clues given the next few things that got announced / happened
• unlikely the beneficiaries of these are Board Members as under the Listing Rules they'd be deemed Director Purchases needing to be disclosed,, but what about a level down at the senior management team ?

it's only my opinion, but there's a lot of things in place (all above board) for those close to the operations of the company to benefit from in a very tax effective way when this business gets a re-rate (subject to healthier financial performance being reported), by tax effective I mean after 12 months of the date of issue of the options/ SPP shares etc etc so as to be eligible for 50% CGT treatment, note that some are / were issued almost 12 months ago and at least getting towards 6 months re the SPP.

It just seems everything is ready for when we go pop ? and if you go and calculate some of the profits to be had against those performance options event at 7cents or say 10cents, it's multi years worth of equivalent base salary

those are my thoughts, I encourage familiarisation with the prior released announcements re options etc, including resolution #11 and #12 of the AGM vote which explains Tony's "new" 20m @ 3.5c and cancellation of the prior 20m @ 6.0c (plus it lists the detail around the performance targets for them to vest too)